BUGSOLVER.COM, INC.

                   SERIES A PREFERRED STOCK PURCHASE AGREEMENT


<PAGE>



                               BUGSOLVER.COM, INC.

                   SERIES A PREFERRED STOCK PURCHASE AGREEMENT

         THIS SERIES A PREFERRED STOCK PURCHASE  AGREEMENT (THE  "AGREEMENT") is
made as of the 30th day of SEPTEMBER, 2000 BY AND BETWEEN BUGSOLVER.COM, INC., A
DELAWARE   CORPORATION  (THE  "COMPANY"),   TekInsight.Com,   Inc.,  A  DELAWARE
CORPORATION  ("TEK"),  AND THOSE PERSONS  LISTED ON ANNEX 1  (COLLECTIVELY,  THE
"PURCHASERS").

         The parties hereby agree to the following terms:

1.       PURCHASE AND SALE OF PREFERRED STOCK.

      1.1      SALE AND ISSUANCE OF SERIES A PREFERRED STOCK.

     (a) The  Company  shall adopt and file with the  Secretary  of State of the
State of Delaware on or before the Closing (as defined  below) an  amendment  to
its Certificate of  Incorporation in the form of the Certificate of Designations
of Series a Convertible  Redeemable Preferred Stock attached hereto as Exhibit A
(the "CERTIFICATE OF DESIGNATIONS").

     (b) Subject to the terms and conditions of this  Agreement,  the Purchasers
agree to purchase at the Closing and the Company agrees to sell and issue to the
Purchasers at the Closing an aggregate of 1,000,000 shares (the "Shares") of the
Company's  Series A  Convertible  Redeemable  Preferred  Stock  (the  "Preferred
Stock"). With respect to the Shares, the Purchasers shall purchase the 1,000,000
Shares  for a  purchase  price of $3.00 per share,  for an  AGGREGATE  AMOUNT OF
$3,000,000 IN CASH, (THE "PURCHASE PRICE").

      1.2      CLOSING; DELIVERY.

     (a) THe  purchase  and sale of the Shares  shall be deemed to take place at
the offices of Nixon  Peabody LLP in New York City,  at 1:00 p.m.,  on September
30, 2000, or at such other time and place as the Company and the  Purchasers may
agree (the "CLOSING").

     (b)  At  the  Closing,   the  Company  shall  deliver  to  the   Purchasers
certificates  representing that number of shares set forth opposite their names,
respectively,  on Annex 1 against  confirmation  of the payment of the  purchase
price  therefor (1) by check  payable to the Company or (2) by wire  transfer to
the Company's bank account, in the aggregate amount of $3,000,000 of cash.

2.       A.  REPRESENTATIONS AND WARRANTIES OF THE COMPANY.   The Company hereby
represents and warrants to each of the Purchasers that:

     2.1  ORGANIZATION,  GOOD  STANDING  AND  QUALIFICATION.  The  Company  is a
corporation duly organized, validly existing and in good standing under the laws
of the State of Delaware and has all requisite  corporate power and authority to
carry on its business. The Company is duly qualified to transact business and is
in good standing in each  jurisdiction  in which the failure to so qualify would
have a material adverse effect on its business or financial condition.

<PAGE>

     2.2 CAPITALIZATION. The authorized capital of the Company consists, or will
consist, immediately prior to the Closing, of:

     (a) PREFERRED STOCK.  Five Million  (5,000,000)  shares of Preferred Stock,
par value  $0.01 per share,  of which One Million  (1,000,000)  shares have been
designated Series A Convertible  Redeemable  Preferred Stock ("SERIES A STOCK"),
none of which is issued and outstanding  immediately  prior to the Closing.  The
rights,  privileges and  preferences of the Preferred Stock are as stated in the
Certificate of Designations.  Upon the closing, all of the outstanding shares of
Preferred Stock will be duly authorized,  fully paid and are  nonassessable  and
will be issued in compliance  with all applicable  federal and state  securities
laws.

     (b) COMMON STOCK.  Fifteen Million (15,000,000) shares of Common Stock, par
value  $0.01 per share,  3,500,000  shares of which are  issued and  outstanding
immediately prior to the Closing.  All of the outstanding shares of Common Stock
have been  duly  authorized,  fully  paid and are  non-assessable  and have been
issued in compliance with all applicable federal and state securities laws.

     (c) RESERVED STOCK. The Company has reserved 560,000 shares of Common Stock
for issuance  pursuant to outstanding  stock options,  and has  obligations  for
issuance of an as yet unspecified  number of options to acquire shares of Common
Stock under the terms of Consulting Agreements entered into by the Company.

     (d) NO OUTSTANDING RIGHTS TO ACQUIRE STOCK.  Except for outstanding options
identified in paragraph (c) above,  and the rights of the Purchasers  hereunder,
there are no outstanding  options,  warrants,  rights  (including  conversion or
preemptive  rights and rights of first refusal or similar rights) or agreements,
orally or in writing,  for the purchase or  acquisition  from the Company of any
shares of its capital stock.

     2.3 SUBSIDIARIES.  The Company does not currently own or control,  directly
or  indirectly,  any interest in any other  corporation,  association,  or other
business entity.

     2.4  AUTHORIZATION.  All corporate  action on the part of the Company,  its
officers, directors and stockholders necessary for the authorization,  execution
and  delivery of this  Agreement  and the  Shareholders  Agreement,  in the form
attached hereto as EXHIBIT B (together,  the  "Agreements"),  the performance of
all obligations of the Company  hereunder and thereunder and the  authorization,
issuance  and  delivery  of the  Shares  and  the  Common  Stock  issuable  upon
conversion of the Shares,  and the delivery of the Tek shares of common stock to
be  transferred on redemption of the Series A Stock (the "Tek Shares") (with the
Shares,  the  shares of Common  Stock  underlying  the Shares and the Tek Shares
being referred to,  collectively as, the "Securities") has been taken or will be
taken prior to the Closing,  and the Agreements,  when executed and delivered by
the Company,  shall  constitute  valid and legally  binding  obligations  of the
Company,  enforceable  against the Company in accordance with their terms except
(i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium,
fraudulent   conveyance,   and  other  laws  of  general  application  affecting
enforcement of creditors' rights  generally,  as limited by laws relating to the
availability  of specific  performance,  injunctive  relief,  or other equitable
remedies, or (ii) to the extent the indemnification  provisions contained in the
Investors'  Rights  Agreement  may be  limited  by  applicable  federal or state
securities laws.

                                       2
<PAGE>

     2.5 VALID ISSUANCE OF SECURITIES. The Shares that are being issued to the
Purchasers  hereunder,  when issued,  sold and delivered in accordance  with the
terms hereof for the Purchase Price expressed  herein,  will be duly and validly
issued,  fully paid and nonassessable and free of restrictions on transfer other
than restrictions on transfer under this Agreement,  the Shareholders Agreement,
and applicable state and federal  securities laws. The Securities will be issued
in compliance with all applicable  federal and state securities laws. The Common
Stock issuable upon conversion of the Shares has been duly and validly  reserved
for issuance,  and upon issuance in accordance with the terms of the Certificate
of Designations  shall be duly and validly issued,  fully paid and nonassessable
and free of restrictions  on transfer other than  restrictions on transfer under
this  Agreement,  the  Shareholders  Agreement and applicable  federal and state
securities  laws, and will be issued in compliance  with all applicable  federal
and state securities laws.

     2.6 GOVERNMENTAL CONSENTS. No consent, approval, order or authorization of,
or  registration,  qualification,  designation,  declaration or filing with, any
U.S. federal,  state or local governmental  authority on the part of the Company
is required in connection with the consummation of the transactions contemplated
by this Agreement, except (i) the filing of the Certificate of Designations with
the  Secretary of State of the State of Delaware,  (ii) notices of sale required
to be filed with the Securities and Exchange  Commission  under  Regulation D of
the Securities  Act of 1933, as amended (the  "Securities  Act"),  and (iii) any
filings  required  under  applicable  state  securities  laws to be  made  after
Closing.

     2.7  LITIGATION.  There is no action,  suit,  proceeding  or  investigation
("Suit") pending or, to the Company's  knowledge,  currently  threatened against
the  Company.  A Suit  includes,  but is  not  limited  to,  any  action,  suit,
proceeding or investigation  pending or, to the Company's  knowledge,  currently
threatened  against the Company  involving  the prior  employment  of any of the
Company's current employees, such employees use in connection with the Company's
business of any information or techniques  proprietary to any of such employees'
former  employers,  such employees'  obligations under any agreements with prior
employers,  or  negotiations  by the Company  with  potential  investors  in the
Company or its proposed  business.  The Company is not a party to nor subject to
the provisions of any order, writ,  injunction,  judgment or decree of any court
or government agency or instrumentality. There is no action, suit, proceeding or
investigation by the Company  currently  pending or which the Company intends to
initiate.

     2.8      COMPLIANCE.

     (a) The Company is not in  violation  or default of any  provisions  of its
Certificate of  Incorporation or Bylaws or of any instrument,  judgment,  order,
writ,  decree or  contract to which it is a party or by which it is bound or, to
its knowledge,  of any provision of federal or state statute, rule or regulation
applicable  to the  Company.  The  execution,  delivery and  performance  of the
Agreements  and the  consummation  of the  transactions  contemplated  hereby or
thereby  will  not  result  in any  such  violation  or be in  conflict  with or
constitute,  with or without the passage of time and giving of notice,  either a
default under any such provision,  instrument,  judgment, order, writ, decree or
contract  or an event  which  results  in the  creation  of any lien,  charge or
encumbrance upon any assets of the Company.

                                       3
<PAGE>

     (b) To its  knowledge,  the Company has avoided  every  condition,  and has
performed no act that would result in the  Company's  loss of any right  granted
under any license, distribution agreement or other agreement.

     (c) Neither the execution or delivery of this  Agreement,  nor the carrying
on of the Company's business by the employees of the Company, nor the conduct of
the Company's business as proposed,  will, to the Company's knowledge,  conflict
with or  result in a breach  of the  terms,  conditions,  or  provisions  of, or
constitute a default under, any contract, covenant or instrument under which any
such employee is now  obligated.  The  execution and delivery of the  Agreements
will not directly or indirectly  cause to arise any obligations  under any other
agreement to which the Company is a party.

      2.9      ABSENCE OF CERTAIN ACTIONS.

     (a) The Company has not (i) declared or paid any  dividends,  or authorized
or made any  distribution  upon or with  respect  to any  class or series of its
capital  stock,  (ii) made any  loans or  advances  to any  person,  other  than
ordinary  advances for travel  expenses,  or (iii) sold,  exchanged or otherwise
disposed of any of its assets or rights,  other than in the  ordinary  course of
business.

     (b) OTHER THAN WITH DELICIOUS BRANDS.COM, INC., the Company has not engaged
in the past three (3) months in any  discussion (i) with any  representative  of
any corporation or corporations regarding the merger of the Company with or into
any such  corporation  or  corporations,  (ii)  with any  representative  of any
corporation, partnership, association or other business entity or any individual
regarding the sale, conveyance or disposition of all or substantially all of the
assets of the  Company or a  transaction  or series of related  transactions  in
which more than fifty  percent (50%) of the voting power of the Company would be
disposed of, or (iii)  regarding any other form of  liquidation,  dissolution or
winding up of the Company.

     2.10 DUE DILIGENCE.  The Company has fully provided the Purchasers with all
the information  that the Purchasers have requested for its decision  whether to
acquire the Shares.  No  representation  or warranty of the Company contained in
this Agreement and the exhibits attached hereto or in the information concerning
the Company requested by the Purchasers and delivered to the Purchasers contains
any  untrue  statement  of a  material  fact or omits to state a  material  fact
necessary  in order to make the  statements  contained  herein  or  therein  not
misleading in light of the circumstances under which they were made.

     2.11 REGISTRATION RIGHTS. The Company is presently not under any obligation
and has not granted any rights to register  under the  Securities Act any of its
presently outstanding  securities or any of its securities that may subsequently
be issued.

     2.12 TITLE TO PROPERTY AND ASSETS. The Company owns its property and assets
free and clear of all  mortgages,  liens,  loans and  encumbrances,  except such
encumbrances  and liens that arise in the ordinary course of business and do not
materially  impair the  Company's  ownership or use of such  property or assets.
With respect to the property and assets it leases,  the Company is in compliance

                                       4
<PAGE>

with such leases and, to its knowledge, holds a valid leasehold interest free of
any liens, claims or encumbrances.

     2.13  EMPLOYEE  BENEFIT  PLANS.  The  Company  does not have any  "employee
benefit  plan," as defined in the  Employee  Retirement  Income  Security Act of
1974, as amended.

     2.14 TAX  RETURNS AND  PAYMENTS.  The Company has filed all tax returns and
reports
as required by law. Subject to any extensions on filings as are available to the
Company,  these  returns  and  reports  are true  and  correct  in all  material
respects. The Company has paid all taxes and other assessments due.

     2.15 LABOR  AGREEMENTS AND ACTIONS.  The Company is not bound by or subject
to (and none of its assets or  properties is bound by or subject to) any written
or oral, express or implied, contract,  commitment or arrangement with any labor
union, and no labor union has requested or, to the knowledge of the Company, has
sought  to  represent  any of the  employees,  representatives  or agents of the
Company.  There is no  strike  or other  labor  dispute  involving  the  Company
pending,  or to the  knowledge  of the  Company  threatened,  which could have a
material  adverse  effect  on  the  assets,  properties,   financial  condition,
operating results,  or business of the Company,  nor is the Company aware of any
labor  organization  activity  involving its  employees.  The employment of each
officer and employee of the Company is terminable at the will of the Company. To
its  knowledge,  the Company  has  complied in all  material  respects  with all
applicable  state and federal equal  employment  opportunity laws and with other
laws related to employment.

     2.16 PERMITS.  The Company has all  franchises,  permits,  licenses and any
similar authority  necessary for the conduct of its business,  the lack of which
could materially and adversely affect the business,  properties,  prospects,  or
financial condition of the Company and it believes it can obtain,  without undue
burden or expense,  any  similar  authority  for the conduct of its  business as
presently planned to be conducted. The Company is not in default in any material
respect  under  any of such  franchises,  permits,  licenses  or  other  similar
authority.

     2.17 CORPORATE  DOCUMENTS.  The Certificate of Incorporation  and Bylaws of
the Company are in the form  provided to counsel for each of the  Purchasers.  A
copy of the minute books of the Company has been made  available to such counsel
that  contains  minutes of all meetings of directors  and  stockholders  and all
actions by written consent  without a meeting by the directors and  stockholders
since the date of  incorporation  and reflects all actions by the directors (and
any committee of directors) and  stockholders  with respect to all  transactions
referred to in such minutes accurately in all material respects.

     2.18  INSURANCE.  The  Company  has in  full  force  and  effect  insurance
policies,  with  extended  coverage,  sufficient  in amount and kind (subject to
reasonable deductibles) to allow it to replace any of its properties material to
its  business  that might be  damaged  or  destroyed  and  otherwise  to provide
reasonable  and customary  insurance  coverage  applicable to businesses of like
size and type as that operated by the Company.

     2.19  ENVIRONMENTAL AND SAFETY LAWS. The Company is not in violation of any
applicable statute, law, or regulation relating to the environment or

                                       5
<PAGE>

occupational  health and safety,  and to the best of its knowledge,  no material
expenditures  are or will be required in order to comply with any such  existing
statute, law, or regulation.

     B.  REPRESENTATION AND WARRANTIES OF TEK.Tek hereby represents and warrants
to each of the Purchasers that:

     2.20  ORGANIZATION,  GOOD  STANDING  AND  QUALIFICATION  OF  TEK.  Tek is a
corporation duly organized, validly existing and in good standing under the laws
of its jurisdiction of incorporation  and has all requisite  corporate power and
authority  to own or  lease  and  operate  its  properties  and to  carry on its
business as now conducted and as proposed to be conducted. Tek is duly qualified
or licensed to do business as a foreign corporation, and is in good standing, in
all jurisdictions where such qualification or licensing is required by reason of
owning or leasing of property or the  conducting  of business,  except where the
failure to be so qualified or licensed would not have a material  adverse effect
on the Company;

     2.21     AUTHORIZATION

     (a) Tek has all requisite  corporate  power and authority to enter into and
perform  all of its  obligations  under  this  Agreement  and to  carry  out the
transactions contemplated hereby, and to issue the Tek Shares;

     (b) All the Tek Shares,  when  transferred in accordance  with the terms of
this Agreement and the Certificate of Designations,  will be duly authorized and
validly  issued,  fully paid and  nonassessable  and free of any  preemptive  or
similar rights.

     2.22     COMPLIANCE

     (a) This Agreement is, and the Tek Shares will be, legal, valid and binding
obligations  of  Tek.  Each  of  this  Agreement  and  the  Tek  Shares  will be
enforceable in accordance with their respective terms,  except (i) as limited by
the  effect  of  bankruptcy,  insolvency,  reorganization,  moratorium  or other
similar laws relating to or affecting the rights of creditors generally and (ii)
as limited by general principles of equity, whether enforcement is considered in
a proceeding  in equity or at law, and the  discretion of the court before which
any proceeding therefor may be brought;

     (b) The execution, delivery and performance of, and the consummation of the
transactions  contemplated by, this Agreement will not as of the date hereof (i)
violate any provision of the  certificate  of  incorporation  or by-laws of Tek,
(ii) violate any statute or law or any judgment,  decree,  order,  regulation or
rule of any court or governmental  authority to which the Company, or any of its
properties may be subject,  (iii) cause the  acceleration of the maturity of any
debt or obligation of the Company or (iv)  violate,  or be in conflict  with, or
constitute a default (with notice,  the passage of time or otherwise)  under, or
permit the termination of, any material  agreement to which Tek is a party or by
which the Tek may be bound;

     (c) Tek is not in violation of any statutes, laws, ordinances, governmental
rules or regulations or any judgment, order or decree (federal,  state, local or
foreign) to which it or its business,  properties  or assets is subject,  except
for such violations that would not have a material adverse effect on Tek.


                                       6
<PAGE>

3.    REPRESENTATIONS AND WARRANTIES OF THE PURCHASERS.   Each of the Purchasers
hereby represents and  warrants, severally, to the Company and Tek with  respect
to itself that:

     3.1 AUTHORIZATION. The Purchaser has full power and authority to enter into
the Agreements.  The  Agreements,  when executed and delivered by the Purchaser,
will  constitute  valid  and  legally  binding  obligations  of  the  Purchaser,
enforceable in accordance with their terms,  except (a) as limited by applicable
bankruptcy, insolvency,  reorganization,  moratorium, fraudulent conveyance, and
any other laws of general application affecting enforcement of creditors' rights
generally,  and as limited by laws  relating to the  availability  of a specific
performance,  injunctive  relief,  or other  equitable  remedies,  or (b) to the
extent the indemnification  provisions  contained in the Shareholders  Agreement
may be limited by applicable federal or state securities laws.

     3.2  PURCHASE  ENTIRELY FOR OWN  ACCOUNT.  This  Agreement is made with the
Purchaser in reliance  upon the  Purchaser's  representation  to the Company and
Tek, which by the Purchaser's  execution of this Agreement the Purchaser  hereby
confirms,  that the  Securities to be acquired by the Purchaser will be acquired
for investment for the Purchaser's own account (or the account of a wholly-owned
subsidiary  thereof),  not as a  nominee  or  agent,  and not with a view to the
resale  or  distribution  of any part  thereof,  and that the  Purchaser  has no
present  intention  of selling,  granting  any  participation  in, or  otherwise
distributing  the same.  By executing  this  Agreement,  the  Purchaser  further
represents that the Purchaser does not presently have any contract, undertaking,
agreement  or   arrangement   with  any  person  to  sell,   transfer  or  grant
participations to such person or to any third person, with respect to any of the
Securities.  The  Purchaser  has not been  formed  for the  specific  purpose of
acquiring the Securities.

     3.3   DISCLOSURE   OF   INFORMATION.   Purchaser   and  its   advisors  and
representatives  has had an opportunity to discuss the business,  management and
financial  affairs of the Company and Tek, and the terms and  conditions  of the
offering  of the  Securities,  with the  Company's  management  and  with  Tek's
management  and  has  had  an  opportunity  to  review  the  Company  and  Tek's
facilities.  The Purchaser  understands  that such  discussions,  as well as the
other  written  information  delivered by the Company and Tek to the  Purchaser,
were intended to describe the aspects of both the  Company's  business and Tek's
business  which they believe to be material.  The foregoing,  however,  does not
limit or modify the  representations  and  warranties  of the  Company or Tek in
Section 2 of this Agreement, or the right of the Purchaser to rely thereon.

         The  Purchaser  has been given  access by each of the  Company and Tek,
their management and their  representatives,  as requested by the Purchaser,  to
the same kind of information which would be available in registration statements
filed by the Company or Tek under the  Securities  Act,  and the  Purchaser  has
reviewed all filings made by Tek under the  Securities  Exchange Act of 1934 and
the  Securities  Act since  June 30,  1999,  including  but not  limited  to the
Company's  1999 Annual Report on Form 10-K, the Company's  quarterly  reports on
Form 10-Q for periods ended September 30, 1999,  December 31, 1999 and March 31,
2000,  several reports on Form 8-K and the Company's  Registration  Statement on
Form  S-4  initially  filed  on  May  1,  2000,  and  Amendment  No.  1 to  that
Registration Statement filed on July 13, 2000.

                                       7
<PAGE>

         The Purchaser  acknowledges  that neither the  Securities  and Exchange
Commission  nor any state or foreign  securities  commission  has  approved  the
Securities  or  passed  upon or  endorsed  the  merits  of the  offering  of the
Securities  pursuant to this  Agreement or confirmed  the accuracy or determined
the adequacy of the  Agreements.  The  Agreements  have not been reviewed by any
other  Federal,  state,  foreign or other  regulatory  authority.  The Purchaser
acknowledges  that all documents,  records and books pertaining to investment in
the Securities  (including,  without limitation,  the Agreements) have been made
available  for   inspection  by  him,  his   attorney,   accountant,   purchaser
representative or tax advisor (collectively,  the "advisors"). In evaluating the
suitability  of an  investment  in the Company and Tek,  the  Purchaser  has not
relied upon any representation or other information (oral or written) other than
as stated in the Agreements or as contained in documents or answers to questions
so furnished to the Purchaser or his advisors and other  representatives  by the
Company and Tek.

     3.4 RESTRICTED SHARES.  The Purchaser  understands that the Securities have
not been, and will not be,  registered  under the Securities Act, by reason of a
specific  exemption from the registration  provisions of the Securities Act that
depends  upon,  among  other  things,  the bona fide  investment  intent and the
accuracy of the Purchaser's  representations  as expressed herein. The Purchaser
understands  that the Securities are "restricted  securities"  under  applicable
U.S.  federal and state  securities  laws and that,  pursuant to these laws, the
Purchaser must hold the Securities  indefinitely unless they are registered with
the Securities and Exchange Commission and qualified by state authorities, or an
exemption from such  registration and  qualification  requirements is available.
The  Purchaser  acknowledges  that the  Company  and Tek have no  obligation  to
register  or  qualify  the   Securities  for  resale.   The  Purchaser   further
acknowledges  that  if  an  exemption  from  registration  or  qualification  is
available,  it may be conditioned  on various  requirements  including,  but not
limited to, the time and manner of sale, the holding period for the  Securities,
and on  requirements  relating  to the  Company and Tek which are outside of the
Purchaser's control, and which the Company or Tek is under no obligation and may
not be able to satisfy.

     3.5 NO PUBLIC MARKET.  The Purchaser  understands that no public market now
exists  for any of the  Shares  issued or the  Common  Stock to be issued by the
Company,  and that the Company has made no assurances  that a public market will
ever exist for such securities.

     3.6 LEGENDS. The Purchaser understands that the certificates evidencing the
Securities  and  any  securities  issued  in  respect  of or  exchange  for  the
Securities, may bear one or all of the following legends:

     (a) "THE SHARES  REPRESENTED BY THIS  CERTIFICATE  HAVE NOT BEEN REGISTERED
UNDER THE  SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT
WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH
SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT
RELATED  THERETO  OR  PURSUANT  TO RULE 144 OR AN  OPINION  OF COUNSEL IN A FORM
SATISFACTORY  TO THE COMPANY THAT SUCH  REGISTRATION  IS NOT REQUIRED  UNDER THE
SECURITIES ACT OF 1933."

(b)      Any legend set forth in the Shareholders Agreement.


                                       8
<PAGE>

(c) Any legend  required by the securities  laws of any state to the extent such
laws are applicable to the shares represented by the certificate so legended.

     3.7 ACCREDITED INVESTOR. The Purchaser is an accredited investor as defined
in Rule 501(a) of Regulation D promulgated under the Securities Act.

     3.8 SOPHISTICATION OF THE INVESTOR. The Purchaser has such knowledge and
experience  in financial  and business  matters that the Purchaser is capable of
evaluating the merits and risks of its investment contemplated by this Agreement
and has the capacity to protect its own  interest.  The  Purchaser  acknowledges
that an investment in the Securities is highly  speculative  and involves a high
and substantial degree of risk of loss of the Purchaser's entire investment. The
Purchaser has adequate means of providing for current and anticipated  financial
needs and contingencies, is able to bear the economic risk of its investment for
an indefinite  period of time and has no need for  liquidation of its investment
in the  Securities  and could  afford  complete  loss of its  investment  in the
Securities.

     3.9 GOVERNMENTAL CONSENTS. No consent, approval, order or authorization of,
or representation, qualification, designation, declaration or filings within the
United  States with any federal,  state or local  governmental  authority on the
part of the Purchaser is required in connection with the Purchaser's  execution,
delivery or  performance  of the  Agreements  or the purchase of the  Securities
hereunder, other than those fillings referenced in Section 2.6 to be made by the
Company, and any subseuent filings which may be made by Tek.

     3.10 ORGANIZATION;  CAPACITY.  Each Purchaser which is not an individual is
organized  under the laws of its  jurisdiction  of  formation,  duly  organized,
validly  existing and in good standing in the  jurisdiction of its formation and
has all  requisite  power and  authority  to execute,  deliver and carry out the
terms of the Agreements. Each Purchaser which is an individual has full capacity
and authority to execute, deliver and carry out the terms of the Agreements.

4.  COVENANT OF TEK.  Tek does hereby  covenant and agree that in the event that
any  Purchaser(s)  cause the redemption of any of the Shares in accordance  with
the terms of the  Certificate of  Designations,  on or before its receipt of the
Shares  subject to redemption it shall transfer to or on behalf of the redeeming
Purchaser(s)  that  number of Tek Shares as shall be  necessary  to satisfy  the
redemption  provisions of the Certificate of  Designations,  all of which Shares
shall be fully paid and  non-assessable  shares of Tek common stock,  $.0001 par
VALUE;  PROVIDED,  that  neither  Tek nor  the  Company  shall  be  required  to
consummate the redemption of Shares in the absence of the redeeming Purchaser(s)
executing and delivering to the Company and Tek prior to the delivery of any Tek
Shares  to  the  redeeming   Purchaser(s)  in  connection   therewith  all  such
representations,  acknowledgments  and  other  agreements  as may be  reasonably
necessary,  as determined by counsel to Tek or the Company,  for compliance with
applicable federal and state securities laws and regulations  (including but not
limited to acknowledgment  of the "restricted"  nature of the Tek Shares and the
appropriate legending of the stock certificates evidencing the Tek Shares).

5. CONDITIONS OF THE PURCHASERS' OBLIGATIONS AT CLOSING. The obligations of each
of the Purchasers to the Company and Tek under this Agreement are subject to the

                                       9
<PAGE>

fulfillment,  on or before the  Closing,  of each of the  following  conditions,
unless waived in writing:

     5.1 REPRESENTATIONS  AND WARRANTIES.  The representations and warranties of
each of the Company and Tek  contained in Section 2 shall be true and correct in
all  material  respects on and as of the Closing  with the same effect as though
such  representations  and warranties had been made on and as of the date of the
Closing.

     5.2  PERFORMANCE.  Each of the  Company  and Tek shall have  performed  and
complied with all covenants, agreements, obligations and conditions contained in
this  Agreement  that are required to be performed or complied  with by it on or
before the Closing.

     5.3  COMPLIANCE  CERTIFICATE.  The President of each of the Company and Tek
shall deliver to each of the Purchasers at the Closing a certificate  certifying
that the conditions specified in Sections 5.1 and 5.2 have been fulfilled.

     5.4 QUALIFICATIONS.  All  authorizations,  approvals or permits, if any, of
any  governmental  authority or  regulatory  body of the United States or of any
state that are required in connection  with the lawful  issuance and sale of the
Shares  pursuant to this  Agreement  must be obtained  and  effective  as of the
Closing.

     5.5  SHAREHOLDERS  AGREEMENT.  The Company and the Purchasers have executed
and delivered the Shareholders Agreement.

     5.6 CERTIFICATE OF  DESIGNATIONS.  The Company has filed the Certificate of
Designations  with the Secretary of State of Delaware on or prior to the Closing
Date,  which  shall  continue  to be in full force and effect as of the  Closing
Date.

     5.7  PROCEEDINGS  AND  DOCUMENTS.  All corporate and other  proceedings  in
connection with the  transactions  contemplated at the Closing and all documents
incident  thereto shall be reasonably  satisfactory in form and substance to the
counsel  for  each  of the  Purchasers,  which  shall  have  received  all  such
counterpart  original and certified or other copies of such  documents as it may
reasonably request.

6. CONDITIONS OF THE COMPANY AND TEK'S  OBLIGATIONS AT CLOSING.  The obligations
of each of the  Company  and Tek to the  Purchasers  under  this  Agreement  are
subject to the fulfillment,  on or before the Closing,  of each of the following
conditions, unless waived in writing:

     6.1 REPRESENTATIONS  AND WARRANTIES.  The representations and warranties of
the Purchasers  contained in Section 3 shall be true and correct in all material
respects  on  and as of  the  Closing  with  the  same  effect  as  though  such
representations and warranties had been made on and as of the Closing.

     6.2 PERFORMANCE. All covenants, agreements and conditions contained in this
Agreement  to be performed by the  Purchasers  on or prior to the Closing  shall
have been performed or complied with in all material respects.


                                       10
<PAGE>

     6.3  PAYMENT.   The  Purchasers  shall  have  delivered  the  consideration
specified in Section 1.2 as payment for the Shares.

     6.4  SHAREHOLDERS  AGREEMENT.  The  Shareholders  Agreement shall have been
executed by all parties thereto on or prior to closing.

7.       MISCELLANEOUS.

     7.1 SURVIVAL OF WARRANTIES.  The warranties,  representations and covenants
of the Company,  Tek and the  Purchasers  contained in or made  pursuant to this
Agreement  shall survive the  execution  and delivery of this  Agreement and the
Closing for a period of one (1) year.

     7.2  TRANSFER;  SUCCESSORS  AND ASSIGNS.  The terms and  conditions of this
Agreement  shall  inure to the  benefit  of and be binding  upon the  respective
successors and assigns of the parties  (including  permitted  transferees of any
Securities).  Nothing in this  Agreement,  express or  implied,  is  intended to
confer  upon  any  party  other  than the  parties  hereto  or their  respective
successors and assigns any rights, remedies,  obligations,  or liabilities under
or by reason of this Agreement, except as expressly provided in this Agreement.

     7.3 GOVERNING  LAW. This Agreement and all acts and  transactions  pursuant
hereto and the rights and  obligations  of the parties hereto shall be governed,
construed and  interpreted in accordance with the laws of the State of New York,
without giving effect to principles of conflicts of law.

     7.4 COUNTERPARTS AND FACSIMILE. This Agreement may be executed by facsimile
and in two or more  counterparts,  each of which shall be deemed an original and
all of which together shall constitute one instrument.

     7.5 TITLES AND  SUBTITLES.  The titles and subtitles used in this Agreement
are used for  convenience  only and are not to be  considered  in  construing or
interpreting this Agreement.

     7.6 NOTICES. Any notice required or permitted by this Agreement shall be in
writing  and  shall be  deemed  sufficient  (i) upon  delivery,  when  delivered
personally  or sent by telegram or fax (with  delivery  confirmed  and  delivery
charges prepaid), (ii) one day after sending by overnight courier (with delivery
confirmed  and  delivery  charges  prepaid),  or (iii)  four  days  after  being
deposited  in the U.S.  mail,  as  certified or  registered  mail,  with postage
prepaid,  addressed to the party to be notified at such  party's  address as set
forth below:

                  To the Company, to:

                      BugSolver.Com, Inc.
                      18881 Von Karman Avenue

                      Suite 250
                      Irvine, CA 92612
                      Fax: (949) 955-0087
                      Attn: President


                                       11
<PAGE>

                  With a copy to:

                      Peter W. Rothberg
                      Nixon Peabody LLP
                      437 Madison Avenue
                      New York, NY 10022-7001
                      Fax: (212) 940-3111

                  To Tek:

                      TekInsight.Com, Inc.
                      1881 Von Karman Avenue
                      Suite 250
                      Irving, CA 92612
                      Fax: (949) 955-0087

                  With a copy to:

                      Peter W. Rothberg
                      Nixon Peabody LLP
                      437 Madison Avenue
                      New York, NY 10022-7001
                      Fax: (212) 940-3111

                  To Purchasers:

                      To the addresses set forth on Annex 1


     7.7  ATTORNEY'S  FEES.  If  any  action  at  law  or in  equity  (including
arbitration)  is  necessary  to  enforce  or  interpret  the terms of any of the
Agreements,  the  prevailing  party shall be entitled to  reasonable  attorney's
fees, costs and necessary disbursements in addition to any other relief to which
such party may be entitled.

     7.8 AMENDMENTS  AND WAIVERS.  Any term of this Agreement may be amended and
the observance of any term of this Agreement may be waived (either  generally or
in a particular instance and either  retroactively or prospectively),  only with
the

                                       12
<PAGE>

written  consent of the  Company  and the  holders of at least a majority of the
Securities. Any amendment or waiver effected in accordance with this Section 7.8
shall  be  binding  upon  the  Purchasers  and  each  transferee  of  any of the
Securities, each future holder thereof, and the Company.

     7.09 SEVERABILITY.  If one or more provisions of this Agreement are held to
be  unenforceable  under  applicable law, the parties agree to renegotiate  such
provision in good faith.  In the event that the parties  cannot reach a mutually
agreeable  and  enforceable  replacement  for  such  provision,  then  (a)  such
provision  shall  be  excluded  from  this  Agreement,  (b) the  balance  of the
Agreement shall be interpreted as if such provision were so excluded and (c) the
balance of the Agreement shall be enforceable in accordance with its terms.

     7.10 DELAYS OR OMISSIONS. No delay or omission to exercise any right, power
or remedy accruing to any party under this Agreement, upon any breach or default
of any other party under this Agreement,  shall impair any such right,  power or
remedy of such  non-breaching or non-defaulting  party nor shall it be construed
to be a waiver of any such breach or default, or an acquiescence  therein, or of
or in any similar breach or default thereafter  occurring;  nor shall any waiver
of any  single  breach or  default  be  deemed a waiver  of any other  breach or
default  theretofore or thereafter  occurring.  Any waiver,  permit,  consent or
approval  of any kind or  character  on the part of any  party of any  breach or
default  under  this  Agreement,  or any  waiver on the part of any party of any
provisions  or  conditions  of this  Agreement,  must be in writing and shall be
effective  only to the  extent  specifically  set  forth  in such  writing.  All
remedies,  either under this  Agreement  or by law or otherwise  afforded to any
party, shall be cumulative and not alternative.

     7.11 ENTIRE AGREEMENT. This Agreement, and the documents referred to herein
constitute the entire  agreement  between the parties  hereto  pertaining to the
subject matter hereof, and any and all other written or oral agreements relating
to the subject matter hereof  existing  between the parties hereto are expressly
canceled.

     7.12 FURTHER  ASSURANCES.  Each party  hereto shall  execute such other and
further  certificates,  instruments  and other documents as may be necessary and
proper to implement,  complete and perfect the transactions contemplated by this
Agreement.

                            [Signature page follows]

                                       12
<PAGE>





         The  parties  have  executed  this Series A  Preferred  Stock  Purchase
Agreement as of the date first written above.

                                                     BUGSOLVER.COM, INC.


                                                     By:
                                                        ------------------------
                                                          Name:
                                                          Title:


                                                     TEKINSIGHT.COM, INC.



                                                     By:
                                                        ------------------------
                                                          Name:
                                                          Title:


                                                     H. T. ARDINGER & SON, INC.



                                                     By:
                                                        ------------------------
                                                          Name:
                                                          Title:


                                                          M. DOUGLAS ADKINS

                                       14
<PAGE>






                                     ANNEX 1

                               LIST OF PURCHASERS:

                                    AMOUNT                    # OF
                                   OF SHARES                SERIES A
                                  INVESTMENT               PREFERRED
                                                             SHARES

H. T. Ardinger & Son, Inc.        $1,500,000                500,000
P.O. Box 569360
Dallas, TX 75356
M. Douglas Adkins                 $1,500,000                500,000
1601 Elm Street
Dallas, TX 75201















<PAGE>



                                    EXHIBITS

Annex 1           -        List of Purchasers

Exhibit A         -        Form of Certificate of Designations

Exhibit B         -        Form of Shareholders Agreement